Day at the Galerie
by KevyGrayce
Summary: Tony Stark left his weapons manufacturing life behind a long time ago. Now he does everything he can to do the right thing and help people as Iron Man. He never expected his questionable past to come back to haunt him, especially by hurting one of the most important, undeserving people in his life: Peter Parker. (Sensory Overload)


**Notes**:

Hey everyone! I'm publishing this early because I have zero patience and I'm very proud of this one shot :) It came out a lot longer than I intended but hey, angst is angst. I just tend to get carried away with plotlines, guilty as charged. I hope you enjoy the sensory overload and Irondad fluff! Have fun and stay safe❤ 💛💚💙💜

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Day at the Galerie

"Alright, Ned, where's the next stop?" Peter lightheartedly asks as he perches on the edge of a building. It's only about 6pm, so they have a lot more time to keep patrolling. They just finished stopping a joy-rider on East 57th Street and they're just getting started.

"Um," the sound of Ned's keyboard clacks over the comms, "police scanners are looking good and there isn't anything on the news." Ned stretches in his wheelie chair before spinning himself in a circle. "Maybe you scared off all the bad guys," he offers optimistically. Peter can hear MJ scoff in the background.

"It's a Saturday evening and it isn't even dark outside yet. Last time I checked, most illegal activity happens after dark," MJ counters. Ned opens his mouth to argue, but Karen speaks before he can.

"Statistically, she is correct. Crimes tend to peak between 9pm and 10pm. Though, the most dangerous day of the week tends to be Friday," she relays in a conversational tone. As the three debate, Peter continues to scan the city below him for anything out of the ordinary.

"I'm just trying to be positive!" Ned defends himself, but doesn't sound particularly convinced with himself.

"There's a difference between being positive and being naïve," MJ states matter-of-factly.

"I'm not being naïve! I'm just trying to be optimistic! That's, like, my job!" As Ned argues, Peter resists the urge to facepalm and instead just shakes his head.

"C'mon, Ned. You _know _what happens when they team up," Peter tries to warn, but it's already too late.

"The definition of naïve is to 'show a lack of experience, wisdom, or judgment' whereas the definition of optimism is 'hopefulness and confidence about the future.' According to these and your lack of knowledge concerning crime rate statistics, you tend to lean towards naïveté." Ned gawks at Karen's oh-so-effortless explanation while MJ smirks triumphantly.

"See," MJ adds to get her point across. Peter can't help but chuckle, which instantly causes Ned to pout.

"Peter," Ned whines, "Karen's picking sides again!"

"You're on your own, man. I learned a long time ago not to argue with MJ." Peter shivers at the thought of his first and only debate with MJ. No way does he want a repeat of last time, and she's the head of Decathlon for a reason.

"What?! But I'm your Guy in the Chair! We have each other's backs and stuff!" As Ned rambles, MJ checks social media platforms for any possible fights or public disturbances.

"You're trying to argue with an incredibly intelligent User Interface built by the genius Tony Stark and MJ who knows basically all there is to know about, like, everything. Sometimes, you gotta pick your battles." Peter shrugs his shoulders as he starts to construct a hammock between two buildings with his webs. Ned narrows his eyes in suspicion.

"That sounds a lot like something MJ would say," he points out. Peter freezes and gulps.

"Well, I mean, uh, who knows. Like, maybe it does, but she says a lot of wise stuff, y'know? So it's, it's not like I got it from _her _specifically." Peter rambles out his excuses, then clears his throat awkwardly. Luckily, MJ saves him, albeit unintentionally.

"No relevant news or idiots live streaming a catastrophe. Even though global warming should be considered a worldwide catastrophe and reported twenty-four seven," she mutters with mild frustration. At least Peter can always count on MJ to make an important, though offhand, comment about how much the human race sucks.

"Awesome, looks like smooth sailing for a bit," Peter says, carefree. He swings side-to-side in his web-hammock with his hands behind his head. Summer is the best, more time for patrolling, hanging out with his friends and May, and hanging out in the workshop.

"Don't lower your guard, Parker," MJ cautions distractedly. She's still checking every possible source for any red flags.

"New message from 'Number One Aunt,'" Karen cuts in to inform. Peter perks up slightly at the notification, his head lifting. _Did I forget to do dishes? Did I forget to fold my laundry? Did I leave my empty web cartridges on the dining room table again? Crap, it might've been that. _All the possible reasons for why May would be texting him race through his mind in a fraction of a second.

"Told you," MJ says without missing a beat or taking her eyes off her task.

"I _knew _you were psychic," Ned murmurs in astonishment. "Everything makes sense now." As Ned has his epiphany, Karen reads May's text aloud.

"Your aunt says: 'Don't stay out too long. We agreed on a movie night.' Would you like to respond?" Crap, Peter completely forgot he promised to hang out with May.

"Um, yeah, just tell her I'll start wrapping things up within the next, like, half hour and then head over." Once Karen confirms the text with a hum, Peter sits up in his makeshift hammock. His poor, short-lived hammock barely had time to serve its purpose.

"Sorry guys, May texted and we have to cut it short tonight. I promised a movie night," he relays with mild disappointment. He was really looking forward to a long, 2am patrol, but family comes first.

"I was looking forward to staying up late being a superhero," Ned minutely whines with a pout.

"Whatever," MJ's impartial voice sounds over the comms, "I have other things to do anyways." She shrugs her shoulders to seem unbothered, but she was looking forward to the long night as well. Ned turns to her, unconvinced.

"Even _you _can't act like you weren't excited for this," he counters. Peter sighs and stands, balancing on the hammock.

"I know it sucks, but I forgot and I can't skip out," he explains as he walks from the hammock to the lip of the building. "But we can patrol tomorrow after the regular workshop time with Mr. Stark and then we-"

"An alarm has been tripped at the Neue Galerie," Karen's calm voice interrupts. Everyone goes silent.

"I'm sorry, what?" Peter speaks up, asking for clarification.

"An alarm has-"

"Rhetorical question, Karen," Peter cuts her off, already swinging in the direction of the Neue Galerie. "Give me the rundown. Ned, pull up security camera footage. MJ, find me the most valuable thing in the gallery. If an alarm's been tripped, it's probably not to admire the art after hours." Karen highlights the optimal route for him to get to the famous gallery as his friends get to work.

"Got it," MJ confirms.

"You can count on me, dude!" Ned enthusiastically affirms, excited to be back to the superheroing.

"What can you tell me about the gallery, Karen?" Peter prompts as he follows the map.

"The opening times are 11am to 6pm Thursday through Monday, closed Tuesday and Wednesday. Adult admission is twenty dollars, but students and seniors get in for ten. There's-"

"Karen! Karen, I don't need prices," Peter interjects. "Tell me about the _layout. _Like, what I can expect going in," he quickly clarifies.

"Why didn't you just say so, Peter?" Karen teases and Peter could just about rip his hair out. "The building is four stories and the alarm was tripped on the second floor, so your best vantage point would be entering through the far West window." Peter nods a few times.

"Okay, I can work with that. And text May for me, let her know we got caught up."

"Of course," Karen confirms.

"Found the most expensive piece in the whole building," MJ speaks up, not waiting for a response before getting straight to business. "It's the portrait of Adele Bloch-Bauer the first, called 'The Woman in Gold,' by Gustav Klimt Priced at $155.8 million with inflation." With the new information, Peter wonders why criminals haven't tried to steal it before this. It's practically a miracle.

"That's insane!" he exclaims, mildly shocked.

"Dude, I'd consider stealing something like that too," Ned comments honestly. Who could blame him? "Except, I'm not a bad guy. So I won't," he feels the need to add.

"Good, otherwise I'd call the cops on you," MJ states bluntly, her stare unwavering, making Ned gulp. As the two converse, the red and white brick building comes into Peter's view. He lands on the outside wall next to the window Karen suggested he enter in. There are panicked people rushing out of the front doors of the building, which already doesn't bode well.

"I have the security footage for you," Ned informs, "but I'm kind of…confused."

"Confused? Confused how?" Peter prompts, just as a window on his HUD pops up in the corner of his vision. The footage shows a group of unarmed individuals. They must be pretty confident to not be wearing masks. Two guard the elevator, one guards the stairs, and two more are huddled by The Woman in Gold painting on the wall. "They're…"

"Unarmed. Yeah," MJ finishes for him.

"No guns, no weapons, no _nothing _from what I can see," Ned confirms, just as much at a loss as the rest of them.

"They're either overconfident or a special kind of stupid," MJ mumbles, making a good point.

"Can you see anything, Karen?" Peter tries instead. Maybe she can scan for something that they can't see.

"I don't see anything harmful on this floor," she confirms.

"Huh." Peter doesn't want to let his guard down, but this seems pretty straight forward. "I guess I'll just go and do my thing then." He shrugs and attaches a web to the brick wall so he can lean over to peek through the window.

"Be safe," Ned and MJ both say simultaneously. Then, Peter simply knocks on the window.

"What is he doing…?" he can hear MJ ask, already irritated with him.

"Excuse me!" he calls through the glass. All heads whip towards him. "Is there a way to open the window? I really don't wanna break it! That's destruction of public property, and I can't have that on my permanent record! But I guess that wouldn't bother you guys since you're already trying to steal a famous painting." They simply stare at him, some with wide eyes, others with narrowed. "Y'know, you're right, I'll just-" He jumps away from the wall to get momentum, still holding on tightly to his web, and kicks his way through the window. The glass shatters around him and he lands on the tiled floor in a wide, combat ready stance. "Do that." And just like that, he gets to work.

First thing's first, he needs to get the people closest to the painting away from it. He shoots a Splitter Web from his wrist, which sticks a web to each of the criminals, and yanks them back. The two fall onto their backs with surprised yells, but the rest are quick to gather their bearings. One of the criminals guarding the elevator rushes him.

"Careful," MJ warns, but Peter is considerably relaxed. He easily dodges the man's punches and grips one of his wrists. Before the man can react, Peter easily throws him up in the air and webs him to the ceiling.

"C'mon, MJ. You worry too-" His Spidey Sense alerts him just in time for him to be aware of a boot slamming into the middle of his back. He stumbles forward slightly, but he's quick to shoot a Web Grenade at the woman's feet. She's much more nimble than her other accomplice and is quick to move out of the way.

"What did I just say?" MJ inquires, earning a groan from Peter.

"Fine," he redirects one of the woman's punches away from his face, "I'll be more careful." He easily overpowers her, but as he's about to encase her in webbing, she rips a painting off the wall and hurls it at him. "Woah!" Peter dodges the flying painting and catches it with his sticky fingers.

After that, she tries to use a nearby sculpture as a bludgeon, but Peter easily stops it with his free hand.

"Please be respectful of the art, ma'am!" He carefully sets the art pieces down and aims a Ricochet Web off to the side. The woman scoffs, unimpressed by his aim, and sprints towards him. Peter crosses his arms and taps his foot, then the Ricochet Web bounces back and expands midair to wrap around her torso. It pins her arms at her sides and gives Peter his opportunity to web her to the wall.

"Did you seriously just call her _ma'am?" _Ned asks in disbelief.

"It's a force of habit!" Peter defends with a squeaky voice as he replaces both of his web cartridges. The two criminals he knocked over earlier are getting back to their feet, yet the man guarding the elevator has yet to move. His eyes are locked on Peter, sending chills across his shoulders and down his spine. _Something's coming. _

"Three against one, huh? I've had worse odds." He tries to banter, but he has an exceptionally bad feeling.

"Peter, the elevator is moving but I don't have eyes in there," Ned cautions, his hands flying over the keyboard.

"I have a bad feeling about this," MJ notes, and Peter nods.

"Yeah, me too." It's not just his Spidey Sense that he's worried about, it's the fact that none of the others are making a move to fight him. "So," he starts awkwardly, "can I just assume that you guys are suddenly overwhelmed with guilt and regret and don't wanna be bad guys anymore?" He's doubtful that that's the case, but you can never be too hopeful.

"They told us you'd try to stop us," the man by the elevator speaks up in a gruff tone.

"Uh, yeah. That's, that's kinda my thing, being a superhero and all." Peter stiffly gestures to his suit. He thinks it should be pretty obvious.

"You don't think we'd come prepared? On a job like this? Risk 155 billion dollars? You're more stupid than your outfit," another insults monotonously. Of course, Peter is instantly offended.

"Hey! It might not be the best color scheme but I think I look-" He's cut off by his Spidey Sense increases its thrum. On cue, the elevator dings and the doors open to reveal a machine with what looks like a giant, circular speaker and a silver ball in the center. There's a man behind it, who has a pair of noise cancelling headphones on. Peter quickly puts two and two together.

"What the hell is that?" MJ questions in astonishment. Ned is quickly running every search he can to find out what the odd, possible weapon could be.

"Something bad! Karen, dampen all outside noise!" Peter quickly orders as he webs a plaster bust and swings it in a circle above his head to gain momentum, then lets it go to hit the criminal by the Klimt painting. "Sorry!" he yells as the bust slams into their side and sends them to the ground.

"I can't find anything!" Ned says, his voice filled with panic. "You have to see if you can get a name or a label off the side! Otherwise I can't search it!" As Ned relays the newest hurdle, Peter focuses his efforts on the person with the headphones. If there isn't anyone to operate the thing, then it can't be used against him, right? He can do this.

He uses the wall as a platform to jump off and over the head of the man outside the elevator. As he flips over the man, Peter shoots a series of Rapid Fire Webs to berrade him. Web after web assaults the man, sticking to his shoulders and face as he stumbles back. The harsh webs stun his senses until he crashes to the ground.

"How'd they even get that thing inside the elevator?!" Peter questions,weighing out his options.

"They must've planned this weeks in advance. It seems pretty intricate and planned out," MJ provides, her eyes narrowed in thought.

"Karen, can you get a scan of that thing? Find out where they got that crazy, sci-fi looking weapon," Peter requests while he jumps onto the ceiling, hopefully out of the contraption's range. He tries to peek down to get a view of any engravings that give away the manufacturer, like Ned asked. His screen starts to zoom in and scan the device while Karen searches her database.

"The machine is LRAD, or a non-lethal long-range acoustic device," she recites knowingly. Ned pulls his eyebrows together.

"How does that acronym make sense?" he inquires, obviously confused. Peter crawls across the ceiling to the open elevators and peers over the edge while Karen continues.

"It was developed by AccuTech, a previous subsidiary of-"

"Stark Industries," Peter finishes in a shocked whisper. His eyes are locked on the familiar, bold-lettered logo of Tony's company name.

"What?!" Ned practically yells into the comms. MJ, on the other hand, is actually stunned into silence.

"What, what can it do?" Peter chokes out, regaining his composure. He needs to focus. Instead of freaking out like his senses tell him to, he shoots a web at the criminal and pulls him out of the elevator, banging the man's head on the overhang on the way out. "Get me everything you can on what these are, Karen. Use Mr. Stark's access codes if you have to. Ned, call Mr. Stark. If he doesn't answer, call Happy," Peter requests as he lands on the floor and flicks out another empty web cartridge.

"Awesome!" Ned exclaims, then starts dialing. Peter would celebrate taking care of the soon-to-be-heist if it weren't for the continuous, dull tingling at the base of his skull. He flips to the ground and warily approaches the Stark Industries weapon.

"What's the deal with this thing," he asks the group in general. "Is there a way to, uh, disarm it or find a weak spot or something?" He tries rattling off possible solutions.

"They were called Stark Sonic Cannons," MJ reads off, "and it was used overseas to push back enemies and as a non-lethal solution for crowd control. Because weapons obviously solve everything. Idiots." Karen continues where MJ left off, divulging more information.

"They were discontinued in 2008. Their purpose was to fire intense, focused fields of compressed soundwaves, according to the schematics. Within their range, the overwhelming soundwaves cause immobilization due to hearing overstimulation." The comms go silent at Karen's words. They all reach the same conclusion at once, but MJ is the first to speak.

"They planned the whole thing. Peter, you need to disable those. Now. If one of those things hits you-"

"I know, not good. Very bad," Peter interrupts before her bluntness can make him panic more. The last thing he needs is his senses to go haywire.

"Just mess it up so it can't work and be careful," Ned adds worriedly. "Tony and Happy didn't pick up, so I'm gonna try Tony again." Peter nods and narrows his eyes, his lenses doing the same as they automatically create a schematic of the device.

"Find the weak spots." The interface begins highlighting areas of the weapon, but nothing pops out in the usual bright red color.

"The device appears to run on an energy core instead of being charged or wireless," Karen promptly explains, "therefore, there is no way to hack it. However, significant damage to the drum of the device would render its amplification useless." Peter perks up slightly at that. Was he actually worried about this? He's _Spider-Man, _this is easy stuff.

"Cool! So we'll just-"

"The drum is constructed out of a mix of an aluminum center, copper plates, carbon steel alloy supports, and sheets of pressed hemp fibre," Karen clarifies, only causing Peter's heart to drop.

"Of course it is," he mutters in frustration. All of those materials amplify sound like crazy and the carbon steel alloy is the strongest metal on the planet following Vibranium and Adamantium. "Do we have _any _good news?"

"It's the first Friday of the month, so you get free admittance to the gallery from 6pm to 8pm," Karen cheerily informs.

"Great. Fantastic. Thanks," Peter sighs. _If I can get enough momentum and strength behind my attacks, maybe I can cause some internal damage instead, _he brainstorms, but things only get worse when his Spidey Sense goes off yet again. A _ding _sounds and the other elevator doors open. He peeks outside of his elevator only to see another Sonic Cannon, manned by another group of criminals. This isn't exactly going the way Peter planned.

"Wow, am I _that _popular for you guys to go through this much trouble? Just for me?" he quips as the new criminals rush out of the elevator. "I'm touched, I really am." Peter jumps up, sticking his fingers to the ceiling, and kicks the closest man to him across the room. "Single file please!" He lets go with one hand to shoot a Splitter Web, hitting two of the men at once for him to pull them off their feet. Next, he shoots a Web Grenade so that when the following woman comes sprinting at him, she gets caught in the webbing explosion. "Careful where you step, m-"

A deafening pulse of sound bombards his ears before he can finish. His hands shoot up to cover his ears, causing him to fall to the floor. Thankfully, he lands on his feet, but it doesn't do much to help his ears. Then there's a tingling sensation before a harsh force slamming itself into his cheek and he stumbles back minutely out of shock.

"Karen! Dampen!" is all he can yell in the moment. This time he expects his Spidey Sense to go off and he's able to catch a kick midair. He gets them off balance by sweeping their other leg, then webs them to the ground. "Where'd they even get old Stark tech like this?!" he shouts as loud as he can. His eyes water due to the pain in his ears, but it isn't as bad as it could be.

"They most likely purchased the cannons on the black market," Karen answers as if it's the most obvious thing in the world.

"Peter? Are you okay?! I can't get through to anyone!" Ned is more anxious than any of them.

"I'm okay!" Peter is quick to reassure. "Just, just keep trying! Mr. Stark might be in the workshop! Call Ms. Potts if you have to!" As he shouts, he works on making his body move towards the Sonic Cannon.

"You need to get rid of the drum," MJ orders, her voice tight with barely noticeable worry. "Without it, it can't create and amplify the soundwaves." Peter breathes in through his nose and out through his mouth. He can barely see through his watering eyes and his ears feel like they're about to implode. Still, he's able to push through the pain and forces himself to the elevator.

As soon as he's in line of sight, however, two more criminals rush him. He holds his breath as he dodges the fists and works on restraining them as well, but the ear-piercing sound makes his reactions slower. His mind is foggy and his senses are dialed up almost as far as they can handle.

"What, what if I didn't destroy the drum?!" he proposes instead as he trips one of the criminals with a web with one hand and webs a pedestal with the other.

"But that's the whole point!" Ned counters. The pedestal crashes in front of the other criminal, making her take an aghast step back. This gives Peter his opportunity to web her close enough to her literal partner in crime, who's just getting up off the floor, and web them together.

"I know! But can't I use my webs to dampen the sound?! Like a muffler, kinda?!" At this point, Peter has restrained a majority of the almost-burglars, but there are still three in the elevator behind the still operational Sonic Cannon.

"Worth a shot," MJ agrees, albeit hesitantly. If Peter can't get any closer, then he'll just have to improvise. He shakily raises both web-shooters and fires a Web Grenade from each wrist. The Web Grenades attach to the large drum of the cannon before exploding and covering it with webbing. It doesn't help much, but it's a start.

He flicks out the empty cartridges and replaces them from the ones on his hips. He's about to fire another two Web Grenades when the soundwave increases, successfully pushing him back a few extra feet. The sound seems to pulse directly through him and he lifts his arms to cover his face. His ears ache and he can feel his feet digging into the tiled floor to keep himself upright. Sounds around him warble in and out of existence, the room spinning, but he can hear his friends as clear as day.

"Peter!" Ned yells frantically.

"Are you alright?!" MJ questions, her eyes searching the camera feed for any sign of injury on Peter.

"Plan B!" Peter forces out between harsh gasps. His head is throbbing. His eyes won't _focus. _

"We have a Plan B?!" MJ demands, her true panic and worry finally starting to seep into her voice.

"We do now!" Peter tries to a last ditch effort and extends a hand to shoot a Taser Web, sending volts of electricity to the Sonic Cannon in hopes of short-circuiting it. Unfortunately, it only seems to give it a boost.

The soundwave becomes so powerful that he can see ripples of sound through the air before it blows him off his feet. He's airborne for a good few seconds before his back collides with the far wall. It cracks around him at the powerful impact, sending bits and pieces of concrete to fall to the floor. With each wave of sound comes another pulse of pain to assault his senses. It feels like an eternity of withstanding the cacophony, but it's mere seconds after the impact before he drops to the ground.

He writhes in agony, tearing his throat up with screams that he can't even hear. Warm liquid soaks into the sides of his mask as his eardrums rupture. A sharp, intense ringing overwhelms his ears. That's the _only _thing he can hear, but it slowly subsides, leaving him to hear nothing. He can feel the soundwaves become more concentrated on him and each pulse gets more and more frequent.

Out of the corner of his blurred vision he can see the remaining criminals removing the Klimt painting from its place on the wall. He tries to move with all his might, but his muscles feel like they're vibrating out of his skin. They won't _move _or _cooperate _and it's _frustrating, _because all he can do is watch as they take the painting away.

He can't tell if he's screaming anymore.

He can't even tell if he can hear anything at this point.

Everything around him is muffled and the room just won't stop spinning. He's dizzy beyond belief, and what's left of his common sense tells him that his inner ear is going nuts. His vision swims until it all starts to blend together. He can't tell which way is up anymore.

His skin prickles with chills caused by his Spidey Sense as it vainly tries to warn him of the danger encompassing him. Then, his senses go into overdrive.

The cold tile almost seems to sear him through the suit, causing shivers to wrack his body. He has to squeeze his eyes shut to avoid the bombardment of sunlight coming in through the windows and stabbing at his eyes. He can't decide whether to shield his ears or eyes, but then again he can't even think straight.

_Sensory overload, _he manages to recognize through the excruciating pain. Is he breathing? God, he can't tell if he's holding his breath or not, but it sure as hell doesn't feel like he's getting any air. _Make it stop make it stop make it stop make it stop. _

"Peter, you need to get up!" Ned urges with concern, but Peter can't hear him. This only causes Ned to worry more as MJ does everything she can. MJ makes sure the police are on their way and all the criminals have been identified due to their lack of masks. Just to be safe, she has Ned get the getaway cars' license plates using the outdoor surveillance. Despite all their planning, MJ's hands still shake minutely at seeing Peter on the floor in pain.

"You can beat this," she encourages in a firm, confident voice. She tightens her hands into fists. "We believe in you, come on." Her jaw clenches when she realizes that she isn't getting through to Peter.

"What are we gonna do?!" Ned questions MJ, turning towards her with wide, panic stricken eyes. "Happy isn't answering and Tony isn't answering and that's, like, the only remotely responsible adults that can help and know superhero stuff and-"

"Who is this?" a voice interrupts. Ned's eyes widen even more, causing MJ to raise a curious eyebrow. "How'd you get my private number? I'm kind of busy, so this better be damn important." It's Tony. A seemingly impatient, very irritable Tony.

"Tony Stark! Sir!" A foreign flicker of hope catches in MJ's eyes at Ned's words. She rarely shows her emotions, but this time she's genuinely worried. "This is Ned Leeds! I'm-"

"Yeah, Peter's friend. Everything okay?" Tony interrupts, quick to cut to the chase. This could either be a fan-call or an emergency call, neither of which he is currently prepared for. He wipes his damp forehead and throws the oil-covered rag over his shoulder.

"It's Peter!" Ned blurts out, unable to keep his eyes from staring at the screen in front of him. Tony's heart stalls at his words.

"What _about _Peter? You have to give me more to go off of than that," he urges in a strained voice. He's already working on pulling up Peter's suit tracker on the holotable. Ned tries to explain the situation, but his words run together due to his terror and Tony can't understand a single thing he says. "Use your words, Ned. What's going on? What happened to Peter?" The tracker lights up on the map, revealing that Peter is at the Neue Galerie. Based on Ned's high levels of panic, he doesn't waste any time in motioning for his suit and letting it invelop him before rocketing out of the workshop.

"There were these, these _bad guys _and they were stealing a painting thing at the gallery but then-" Ned tries again, but MJ yanks off his headset and speaks into it instead.

"Painting theft gone wrong. They have your tech and they're using it against Peter. Stark Industries Sonic Cannons," she relays as calmly as possible. Tony just about falls out of the sky from pure dread and shock.

"Sonic Cannons?" he questions in disbelief. "Are you sure?!" His raises his voice to keep it from wavering. Wavering in fear. _This can't be happening. Not to Peter. _

"That's what I said," MJ deadpans. She doesn't have any patience to begin with, so she definitely doesn't have any as Peter continues to scream bloody murder.

"No, no you don't understand," Tony counters as he boosts his thrusters to fly faster. He's well aware that arguing with a teenager can be viewed as being childish, but this is Peter. If this girl is right…it's _his _tech that's hurting _his _undeserving kid. "That's not _possible. _I made sure those goddamn things were discontinued and taken off the market for good!" he shouts passionately. He wouldn't let his legacy be hurting people, so he discontinued every weapon he created through misdirection and selfishness pre-Iron Man. The Sonic Cannons were only one of those many weapons that were discontinued as well as destroyed.

"And we're telling you that we're looking at _two _right now. Do you want to help Peter or would you prefer to argue some more?" MJ challenges. They don't have time to bicker about semantics.

"Karen's still online," Ned helpfully supplies. That's enough for Tony to momentarily swallow his guilt and denial.

"Fri, connect me to Karen. Now," he orders without missing a beat. F.R.I.D.A.Y. wordlessly follows Tony's command.

"Hello, Tony Stark," Karen immediately greets. "Peter is in distress." Tony would scoff if his throat weren't closing with panic.

"No shit," he snaps instead. "Patch me through." Despite his palpable stress, he's still aware that he has to stay calm for Peter. As soon as he can hear Peter, he wishes he hadn't. Blood curdling screams rip through his suit and rattle his brain, causing him to flinch. The guttural screeching alone is enough to shred Tony's heart. "Peter! Peter, I'm on my way! Can you hear me?!" But the screaming continues, and Karen answers instead.

"He can't, his eardrums have been perforated," she responds regrettably. Tony's heart rate quickens in fear. _He can't hear. He can't hear and it's all my fault. You're worthless, can't even keep your family safe from yourself. _

"List off all injuries!" he barks out the order.

"Peter is currently unresponsive." Karen's answer makes Tony's blood runs ice cold with fear. "But he's conscious." Tony takes a deep breath. Okay, he can work with conscious. "Injuries and concerns consist of perforated eardrums, concussion, mild contusions, tachycardia at 223 beats per minute, and minor hemorrhaging. He is showing signs of primary blast injuries." Tony can't believe what he's hearing. He can't breathe. _Hemorrhaging. My kid is bleeding internally. Dear god, what have I done? _He quickly tries to pull himself together, but he can't help his eyes from watering out of frustration. He tells himself it's just the frustration.

"He's hemorrhaging?!" Ned questions, his voice squeaking as he inches closer to hear. MJ just tightens her grip on the headset. She hates not being able to help.

"You have to get to him," she demands, but Tony has to ignore the both of them to focus properly.

"Treat, treat for shock and, uh, _shit." _Why can't his brain just cooperate? He should know how to treat injuries by now instead of just downright panicking. _Tony Stark doesn't lose his cool. _"Just shut out all noise that you can. Tell him I'm almost there." All of the power is being diverted to the thrusters, but it still isn't fast enough.

"He can't hear y-"

"I know he can't! Tell him anyway!" Tony knows he shouldn't shout, but he can't help it. He's scared of losing Peter, especially to something he could've prevented.

"Tony Stark, sir," Ned speaks up sheepishly, "he's going to be okay." Tony nods minutely, even though he knows the teen can't see him, and takes a steadying breath.

"I've seen what that can do to normal people. There's no telling what it can do to Peter's heightened senses," he counters honestly. Call him a pessimist, but he prefers not to lie. He tends to be blunt and rash when he's nervous. "But I'm gonna make sure he's okay if it's the last thing I do." Still, he has to stay positive for Peter. _You should've made sure he was safe to begin with. You could've stopped this, _he internally berates himself anyways.

"Then you better hurry up. Things are looking pretty bad," MJ adds, her brutal honesty getting the better of her. The other two don't miss her voice shaking slightly. However, Tony couldn't agree with her more. He makes sure the thrusters are at 100% power and arrives at the Neue Galerie.

"F.R.I.D.A.Y.," he prompts as he hovers briefly in front of the building.

"Second floor, third window from the right," the UI instantly responds. As soon as he hears her words, Tony flies through the window, the surrounding glass no match for his suit, and lands on the tiled ground with a _tink. _His eyes immediately snap to where Peter is curled up in a ball on the floor, his hands clamped tightly over his ears and his eyes squeezed shut.

"Peter!" Tony attempts to shout over the pulsating field of intense kinetic force. As expected, he can barely hear himself, so Peter definitely can't hear him. The best way to help Peter right now, Tony recognizes, is to shut down the operational Sonic Cannon. Better yet, completely obliterate it. No way is he going to let this happen again. Luckily for him, he designed the damn thing, which means he knows the weak spots.

He whips his head to the elevator, the suit whirring with his movement, and the fluorescent blue eyes of his mask land on the Sonic Cannon. _It isn't mounted to a truck and there aren't any power cords. There's only two other ways it can get its power. _

"F.R.I.D.A.Y., is the cannon wireless?!" he questions as he uses his nanobots create a shield. Once it's constructed, he rips the shield off his arm and shoves it into the tile in front of Peter. He knows it won't last long, but he hopes it'll at least block some of the kinetic waves from reaching the kid.

"No, there aren't any radio waves transmitting from the cannon," F.R.I.D.A.Y. notifies with an urgent voice that still sounds muffled to Tony's ears.

"Okay, energy core it is," he deduces. Essentially, the weapon has to be running on a battery or, in this case, lithium-ion energy core. No core, no power, no sound waves. Peter is the number one priority.

Without so much as blinking, Tony struggles to push through the waves of sound with each commanding step. He uses the thrusters on the suit's back to help drive himself forward, but it doesn't do enough. His metal-coated feet dig into the tile, fracturing it in the process. He grunts in effort to force himself closer to the cannon, almost slipping on more than one occasion. The closer he gets, the harder it is to stand his ground. But he doesn't give in. Peter is counting on him and there's no way in hell he's letting his kid down.

He grits his teeth and breathes ruggedly through his nose, but pushes himself and his suit to the limit. After a few more challenging, seemingly insurmountable steps, he's close enough to shakily raise his hand to fire a repulsor beam. The concentrated beam sends chunks of metal flying, revealing a hint of the energy core hidden beneath.

He stalls, eyes locking onto the lettering on the side of the Sonic Cannon. Stark Industries. His company. _His _fault.

Once he shakes his momentary stupor and the bright, electric blue light of the core is visible, his gauntlet surges forward, tightly grasps it, and yanks it out accompanied by bright sparks. With its core power gone, the vibrations in the air cease, leaving behind an uneasy silence. Either that, or he's finally gone deaf.

As soon as the Sonic Cannon is down, he flies over to Peter in the blink of an eye and practically stumbles out of the suit. There's a slight apprehension to his movement, but not enough to stop him from kneeling beside his kid. He rakes a stressed, slightly trembling hand through his own hair.

"Kid-" Peter's groan cuts off any words he had planned. He can tell the kid is in pain, he just doesn't know the severity. Peter, on the other hand, didn't even register that Tony was there until the Sonic Cannons went down and his mentor's voice was booming in his ears. It feels like he can finally relax his tense muscles, but he doesn't loosen the tight grip over his ears. Tony can see the dark stains of blood over Peter's ears that has soaked into the mask.

"Stark?" MJ prompts impatiently. Both her and Ned can see that the cannon has finally been rendered useless, but now Peter lying on his side, breathing heavily.

"He's alive but I don't know what to do," Tony responds. His eyes dart over Peter, unsure of how he could help.

"May!" Ned suddenly shouts, causing Tony to jump slightly due to his fried nerves. "She's been there when he's had his sensory overload things! He told me!" he continues to exclaim. Tony's eyes widen in realization, putting two and two together.

"Fri, call May Parker," he commands before carefully kneeling beside Peter.

"Nearest hospital is…" Ned starts, drawing out the last word, but MJ finishes for him.

"Mount Sinai Hospital at 1468 Madison Ave." Tony hears the ringing as May is called. His hands hover uncertainly over Peter.

"No, I'm taking him to the Medbay," he once again argues.

"It's barely three minutes away," Ned counters, "the tower is, like, three times that." He makes a fair point, but Tony is a stubborn person.

"Some half-assed ER can't treat him. Don't underestimate my suit, it can go Mach 2 without even trying," Tony insists as he reaches a comforting hand out to Peter, who is still shuddering slightly. "We're gonna get you out of here, okay?" he whispers, mindful of the kid's hearing. As soon as his hand makes contact, Peter shrieks in protest. Tony retracts his hand as fast as humanly possible and watches Peter push himself farther away.

Peter can hardly handle the feeling of the suit on his skin, let alone Tony's touch. It sends a jolt of pain and what feels like electricity shooting up his arm. He gasps in a ragged breath as he tries to scoot away, his Spidey Sense blaring in the back of his head. His Spidey Sense only causes uncomfortable goosebumps to spread over his shoulders and down both arms. He can feel the way each hair stands up against the spandex covering his skin.

It's too much. It's _beyond _too much. He can't function. The far-too-cold tile pressed against his thigh. The sound of blood pumping through his heated ears. The feeling of the world spinning beneath him. The stickiness as he perspires. The sounds of water rushing through the rickety pipes of the building. Every minute sound causes his inner ear to twitch and reverberate. Everything's getting jumbled. He just wishes his body would let him pass out already. All these senses assault him at once in mere moments as Tony stares in shock, fearing he only made it worse.

In that moment, May answers. F.R.I.D.A.Y. puts MJ and Ned on hold.

"Hey, Tony. Everything okay?" Her tone is light, but has an underlying concern and edge to it. She's fully aware that it's patrol hours and Peter hasn't come home yet, despite texting her that he was finishing up. If Tony's calling then…

"May," Tony whispers, his voice raspy, "May, I don't know what to do. Peter, his senses are going insane and-"

"Breathe, you can't help him if you're panicking," May interrupts before Tony can spiral. Her training for staying calm in stressful situations is taking over. "He's having sensory overload?" she clarifies.

"Yeah," Tony gasps out, nodding slightly.

"Okay, whatever you do, don't touch him." May's warning is a bit late, but that's not her fault. Tony could almost scoff.

"Got that. How do I help?" Like second nature, May goes through the ABCs of medical emergencies in her head, literally. Emergency ABCs; airway, breathing, circulation.

"Is his airway clear? Can he breathe?" Questioning whether or not Peter can breathe makes both her and Tony's heart clench.

"Yeah, but he's probably hyperventilating," Tony answers honestly. May mentally notes that for her next stop on the list: breathing.

"You need to help slow down his breathing. Don't touch him, just let him know you're there for him and tell him to breathe with you. How's his circulation?" It's so much information that Tony's head almost spins. This, however, is May's element.

"Okay, alright, I can do that," Tony agrees, more so to encourage himself, and takes a few carefully calculated steps closer to Peter. Each step echoes too loudly in Peter's head, making him flinch each time. He hates the way he can feel his heart pounding against his chest and hear Tony's doing the same. He just wants, _needs, _it all to stop. "It's okay, I'm not gonna touch you," Tony tries to reassure, but to Peter everything sounds muffled. It's like the time he plummeted into the Hudson River, wrapped in his own parachute. Still, he's grateful for Tony's gently whispered voice. "Just focus on me, bud. Deep breaths. In through your nose, hold it, out through your mouth. Just like we practice." _Too many days helping him breathe through panic attacks and anxiety, _Tony absentmindedly notes.

Peter nods ever so slightly and does his best to get a handle on his breathing. He's vaguely aware that panicking will just make the sensory overload worse, so he solely focuses on Tony.

"You're doing great," his mentor praises. "Keep it up. In, there you go, hold it, and out. No passing out allowed or I've been given express permission to ground you. And I don't have a paper bag, otherwise I'd give it to you." Tony tries to keep his tone lighthearted. Peter, however, wants to explain just how important a paper bag is for hyperventilation. He just can't find the strength to speak.

_Hyperventilation causes hypocapnia, which is low carbon dioxide levels. Breathing in a paper bag makes you breathe in your own carbon dioxide, raising blood CO2 levels. _He learned it all from May.

"Thanks," Peter whispers breathlessly, barely audible. His arms are engulfed by a pins and needles sensation. It could be worse. "The, they're getting away. Painting," he gasps out.

"I'll get right on that, don't worry. You come first." Tony takes his own breath of relief at Peter's slightly more relaxed posture. They aren't anywhere near being in the clear, but at least Peter can breathe. Now May can focus on other concerns.

"This is going to suck, a lot," she cautions, "but you need to take off his mask. We need to know what his pupils look like." _Shit, _Tony thinks, _he's gonna scream his head off. _

"You with me, Pete?" he double checks, and can't help but smile proudly when Peter gives him a shaky thumbs up. Peter doesn't hesitate to place his hand back over his ear, only making Tony feel like even more of a jerk for what he has to do. "I'm not gonna lie to you, kid. This isn't going to be fun," he warns. Somehow, Peter manages to huff out a small laugh.

"I'm Spider-Man, I, I got this," the teen reassures, as resilient as ever. Tony nods encouragingly.

"I have to take off the mask. We need- I know, I know, it's okay. Keep doing your deep breaths." Peter hadn't even realized his breathing started to pick up again at Tony's words. He's already mentally and physically preparing himself for the onslaught of pain. "Is it alright if I do that?" Peter just bites the inside of his cheek, squeezes his eyes shut, and nods curtly. Tony carefully reaches forward and, as gently as possible, slides off the mask. It comes off smoothly, but to Peter it feels like sandpaper grating against his face. He manages to hold back his groan of discomfort, but can't hide the way his heels dig into the tile.

When the mask passes over his eyes, the light is already painfully bright even through his eyelids. He feels like he has been sucker punched in the gut as he rolls to his side, trying to face away from the windows.

The first thing Tony notices is how Peter's ears are crusted over with blood. He already knew Peter's ears were perforated, but he always hates seeing the kid hurt. It only makes it all the more painful knowing it's his own fault. But he momentarily pushes his guilt to the side.

"I have to see your eyes. Only for a second." He makes sure his whisper is still quiet enough to not hurt Peter's ears. For a brief moment, his heart stalls when Peter doesn't respond. Then, Peter is able to crack his eyes open just enough for Tony to get a glimpse before they're slamming shut again. Black and blue spots swarm beneath Peter's eyelids from the sudden amount of blinding light. He couldn't even seen anything besides the white streaks of sunlight. "May, his pupils are dilated," Tony's muddled voice informs. He tries to keep his heart rate under control for the sake of Peter's ears, but he can't help the adrenaline at seeing Peter's pupils blown wide.

"It's okay, that's okay," May is quick to assure, sounding more or less relieved. "That's normal with his sensory overload. What we didn't want was uneven pupils." _Concussion, _Tony recognizes. If Peter's pupils had been uneven, it would've indicated a head injury. "Keep it together, Tony." Right, he has to keep himself grounded for Peter.

"I'm here," he states confidently. The statement is for Peter as much as it is May.

"Good. I need you to check his nose and ears for cerebrospinal fluid. It'll look like a clear liquid," May continues. She doesn't have time to give into the heartbreak she's already feeling. Her baby needs her, so she's going to be an anchor for him.

"Uh," Tony quickly glances at both Peter's nose and ears, "I don't see any clear liquid. Just, uh, just blood." He swallows thickly to keep his throat from closing up.

"Thank god," May breathes, placing a hand over her heart. "Now we get him to a hospital." Once again, Tony shakes his head.

"My people can help him more. Plus, no ER bill. It's a win-win. I'll have Happy pick you up," he offers, but doesn't leave much room for argument. The last thing he wants is for May to drive while she's worried about Peter. He doesn't take his eyes off the kid, hating the way he curls in on himself to keep the world out.

"Fine, but you make sure my kid is safe. Understand?" May knows Tony wouldn't willingly let anything happen to Peter under his watch, but her overprotective parent instincts are making a comeback.

"Always," Tony affirms without hesitation. He'd die if it meant saving Peter.

"Thank you. Please keep me updated." May is more than aware that Tony will need to focus on Peter, so she's trusting him to take over. Tony catches on and subconsciously nods.

"Will do. End call." The dial tone sounds and he gets to work. "Update Happy on the situation and send him to pick up May Parker," he tells F.R.I.D.A.Y, but doesn't expect to hear another voice instead.

"Did you legitimately put us on hold?" MJ all but demands once she hears Tony's voice. She and Ned had been worried about the sudden radio silence. Luckily, they had the security cameras to keep an eye on Peter.

"May called. I'm taking Peter to the Tower. I'll send a car. End call," is all Tony responds with before the line is cut.

"Woah…Tony Stark just hung up on us…" Ned says in awe as MJ is practically fuming. "That's awesome! _And _he's sending us a ride!" As Ned fanboys over the interaction, Tony starts helping Peter.

"How you doing, kid?" _Stupid question. _

"Fine," Peter's strained whisper answers anyways. "Could be better. Not complaining. Kinda want ice cream." Tony can't help his smile as Peter quietly mumbles. Even when he's hurt, Peter somehow manages to ramble.

"I'll get you all the ice cream you want, I promise. How 'bout we get you up?" Peter seriously considers Tony's offer. He isn't sure he _could _get up. He can feel his muscles spasm every few moments, hypersensitive to their surroundings. The only sense not going insane at this point is his sense of smell. Distantly, he thinks about May's perfume he smells whenever he hugs her. He'd kill for one of her hugs right now, despite the pain he knows it would cause him. He vaguely registers himself nodding.

Tony takes a breath in preparation, then motions for the suit to surround him again. Just the sound of metal scraping against metal to fit itself around Tony is enough to make Peter's toes curl under and his teeth clench. _Make it stop. Make it all stop already. Stop stop stop stop stop- _

"Ready?" Tony asks, fully covered in the Iron Man suit.

"Mhm," Peter hums, rapidly losing the energy to articulate his thoughts. Which only sends him further into his head. _This really sucks. No, be positive. This sucks less than being stuck under a warehouse. Yeah, that's positive. Looking on the bright side. Crap, this hurts. Deep breaths like Mr. Stark said. In, out, in, ou- _

Peter cries out in pain as Tony's hard, metal arms pick him up off the ground. He tries to control his breathing, but they start to come out in panicked, shuttering huffs again. The harsh coolness of the metal sends shivers racing across his body, only causing him to involuntarily tense. The main problem with this is that he can feel every muscle fiber contract individually. His stomach twists at the thought. _The thin actin filaments slide between the thick myosin filaments. A bands don't shorten, I bands shorten, H zone shortens, M lines- _

"I'm sorry, Peter. I'm so sorry," Tony whispers, guilt finally seeping into his voice. The tone seems to pull Peter from his thoughts.

"Not your fault," he counters between labored breaths. Tony is glad that the kid can't see the way his jaw tightens. Normally, he would let Peter convince him that not everything is his fault. This time though…this time it _is _his fault. He pushes the thoughts to the back of his mind and flies back out of the shattered window he came in. Peter's grip tightens around the Iron Man suit like a vice, crumpling the polished metal beneath the pressure. His body is immediately taken over by chills that make his body shake despite his best efforts. It feels like ice water was dumped down his back.

"I'm here. I'm here and I'm not gonna let anything happen to you. Hang in there," Tony softly promises, wanting only to rub Peter's shoulders and warm him up.

It takes all of three minutes to fly back to the Tower, but it's three minutes of Peter's pained groans, fast paced breathing, and shivering. It's almost too much for Tony to bear. He lands on the penthouse balcony with a loud _clank, _eliciting another flinch from Peter.

"I'm sorry," he whispers. "Almost there." The suit deconstructs itself as he rushes inside, much to Peter's relief. His sense of touch has been reduced slightly now that the harsh metal of the armor isn't digging into his hip and the icy wind isn't whipping at his face. With the suit gone, he can feel Tony's warmth and the silky fabric of his clothing.

However, what little comfort is provided by the warmth is overshadowed by the countless sounds emanating from the Tower. He can hear every ounce of power surging through the walls, every machine whirring as it works, every _footstep _as the hundreds of people walk on the fifty-nine floors of the building. All the while Peter vaguely thinks, _this is what hell is like. _Instead of facing the harsh reality, he opts to hide his face in Tony's shoulder.

"Sucks," he mumbles, followed by a pained gasp. Tony rubs his back, but keeps his quick pace.

"Tell me about it," Tony empathizes the best he can. He has no idea what the kid is going through, but that won't stop him from trying to help. Peter hears Dr. Cho coming from a mile a way, in this case a few floors down, due to her clicking heels and the noisy elevator. Tony, however, could practically pass out when he sees Dr. Cho finally appear. She's accompanied by her team and a gurney.

"F.R.I.D.A.Y. already caught me up on everything," she immediately says as her team gets to work. As soon as they gently take Peter from Tony's arms, the kid lets out a horrific scream. Tony steps forward, but Dr. Cho blocks the way.

"They need to be more careful," he seethes, resisting the overwhelming urge to shout at their incompetence. Regardless of his overprotective panic, Dr. Cho maintains her stoic demeanor.

"I know you're worried about him, but you need to let us help. The faster we go, the faster he feels better. We have a job to do," she calmly explains. Tony can't help the gnawing feeling of guilt in the pit of his stomach as he glances at Peter's face. It's pale and covered in tear tracks.

"Okay," he chokes out. "Help him." The hardest thing he has ever had to do is watch as Peter is wheeled away in pain because of his mistakes. Just as the elevator doors go to close, Peter's head shoots up in search of Tony. Their eyes lock just as the doors shut.

Once the kid is out of sight, Tony allows himself to break down. He isn't entirely sure why it hits him so hard, but seeing Peter in so much agony due to something he created just rips his soul to shreds. With a shuddering breath, he grips his hair until his knuckles go white. _All my fault. It's all my fault. I never should've gotten this close. Peter's hurt and there's not a damn thing I can do. Why do I screw up and hurt the people that matter most? Failure. You're a failure. _

A few self-deprecating minutes later, May bursts into the penthouse.

"Where is he?" she demands. The harsh tone isn't directed at Tony, it's more so her parental tone to hide her emotions. Tony can't look her in the eyes.

"Medbay," he answers, his voice tight with grief. Why is he already grieving? It's not like he's lost Peter. May nods a couple times.

"Let's go," she urges with determination, already marching back to the elevator. For a moment, Tony looks up to stare at her, dumbfounded.

"But-"

"Save it," May is quick interrupt. "I've dealt with enough guilt trips and blame games in my life. Get your ass in here." And, well, Tony can't argue with that. He quickly pulls himself together on the outside, regardless of how he feels on the inside, and joins her. "Don't sugarcoat anything. Just give it to me straight," she prompts, eyes straight ahead as the elevator begins to move.

"Besides what you already know?" Tony clears his throat when she nods. "Some internal bleeding consistent with primary blast injuries. Couple bruises here 'n there. I think that's the worst of it." Even hearing himself say the words doesn't do what he saw justice. The pure look of pain and agony on Peter's face will haunt him for the rest of his life. May doesn't respond.

They don't have to wait long once they get to the Medbay. Almost as soon as they sit down, they're standing back up to go see Peter. Apparently they used some mild anesthesia and painkillers to dial down his sensory input. Once they get to the room, May is all but glued to Peter's side in an instant.

"There's my brave boy," she praises, smiling sweetly as she brushes Peter's damp hair back.

"Not a boy," Peter counters tiredly, yet smiles back at her with glossy eyes.

"You're right. You're my big, brave man," May amends. Peter leans into her touch and rests his head on her arm. He takes in a slow, deep breath. It instantly starts to relax him.

"Love your perfume," he admits. The faint smell of her perfume always seems to calm his raging senses.

"I know, sweetheart." All May does is run a comforting hand through her nephew's hair like she has a million times before.

Tony watches the heartwarming scene unfold and can't help but inspect Peter from head to toe. The kid is all cleaned up, not a speck of blood on him, thankfully. There's more color in his cheeks and he doesn't appear to be trembling anymore. His pupils are no longer dilated, which makes Tony's heart soar. But still…he can't shake the guilt. May seems to notice his apprehension to say or do anything.

"I'm going to go get us some water, okay?" With that, she steps out of the room, sending Tony a look as she does. There's a few beats of silence.

"Hey, Mr. Stark," Peter initiates, offering him a small smile. Tony does his best to return it.

"Hey, kid." He clasps his hands in front of him. More silence. Should he speak? He should probably apologize or something before he makes things worse.

"Thanks for, uh, y'know, helping me," Peter says before Tony can get a coherent thought out. It throws Tony for a loop. Peter is thanking _him? _

"I'm sorry?" he questions, utterly baffled. Peter narrows his eyes a bit, confusion evident in the creases between his eyebrows.

"For saving me," he clarifies. Now Tony just won't let that stand.

"After _I _put you in danger," Tony counters. He thought this was pretty obvious, but his statement only makes Peter more confused.

"I'm not following," Peter admits. Tony sighs and rubs a hand over his tired face. He hates letting Peter down, which has already happened way too much in his personal opinion.

"If I hadn't made that thing, you wouldn't have had to go through that," he explains, although he feels like it's the most obvious thing in existence. For some odd reason, Peter chuckles.

"Mr. Stark, with all do respect, that's bullshit." Tony just about chokes, his eyes wide with shock.

_"Excuse _m-"

"Did you push the button? Did you _make _it hurt me?" Peter cuts him off, his voice calm and confident. Tony is frozen for a moment, then gathers his bearings again.

"No, but-"

"Then it's not your fault," Peter once again interrupts. He looks carefree, as if he didn't just go through hell and back in a matter of minutes. Of course Peter is exhausted and throbbing from head to toe, but there's no way he'd let Tony feel responsible for it. None of it was his fault and he needs to know that.

"It's not that simple, kid," Tony continues to argue, although his voice only portrays concern. "I still created something that _hurt _you. And now I have to live with the guilt of hurting you for the rest of my life. I can't see you like that, Peter. Gonna haunt my goddamn nightmares." He sighs, running a hand through his hair. "It doesn't matter what I make, doesn't matter what my intentions are, it always ends up hurting people. People I care too much about." Peter stares at him, trying to read the situation. How to approach it. He knows Tony isn't easily convinced, especially considering how stubborn the man is. So, he looks at the man of science and invention, and decides to take the logical route.

"Y'know…your suit helps people." Tony looks up at the kid, somewhat hesitant. Peter offers him a small, sweet smile. "You made that. You're one of, like, the best superheroes ever and you have a pretty cool suit to go with it. And you _built _it 'cause you're a genius, Mr. Stark. A genius who fixes things." He lets that sink in before he continues. "We all do stuff we aren't proud of, and I feel that way sometimes too. I've done stuff I wish I did differently, but we can't change that, right? May always says to live in the moment, not in the past. We might've done things we don't like, but we change. We grow. Making mistakes is what makes us human and there's nothing wrong with that. What's wrong is when you don't learn from your screw ups and don't try to change. People like us have a responsibility. We owe it to people to be the best we can be, and sometimes…sometimes it's not gonna be enough. And that's okay. 'Cause we're human. So we just get back up when we're knocked down and keep fighting." Tony isn't sure why, but Peter's all-too-wise words make his eyes water. He holds back the tears, but doesn't look away from Peter. "So, Mr. Genius Iron Man, are you gonna get back up and find a way to fix it?" The words slam into Tony, hitting him with a sudden realization that he _can _fix it. That's his thing, his schtick. He realizes he'd fix anything for Peter. When he blinks, rogue tears slip out of his eyes. Despite this, he still smiles and sniffs nonchalantly.

"When'd you get so good at pep talks?" Peter laughs, smiling slightly wider knowing that his heartfelt words got through to Tony.

"May's a good teacher." He shrugs and waves it off. Still, Tony walks up to the bed and, surprising Peter, gently pulls the kid into his chest.

"Well, she did good. Thanks, bud." The words are so genuine that Peter is shocked at first, then remembers to hug Tony back. He allows his eyes to close as he enjoys the warmth and protection Tony somehow always provides. Tony's hand cradled the back of Peter's head, and Peter thinks that maybe today wasn't so bad after all.

"You're welcome, Mr. Stark," he mumbles against Tony's chest.

That evening, Tony works on upgrading Peter's Spider-Man suit to dampen more noise, redesigns the lenses to filter out more light, and adds a layer of titanium alloy to make it more resilient to all forms of kinetic wavelengths.

* * *

**Notes**:

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